BUFFY: Spike-

CLEM: Suffering cats! Where did you come from!?

BUFFY: Oh! Clem! Sorry. I didn't mean to startle you-

CLEM: It's - it's okay... You just snuck up on me is all-

BUFFY: I made you spill your snacks.

CLEM: Eh, don't worry about it. (grabs loose skin) Like I need more of this. -- (to Dawn) Hi.

DAWN: Hi.

CLEM: Can I get you ladies something? I was just about to mix up some Country Time.

BUFFY: We were looking for Spike, actually.

CLEM: He didn't tell you?

BUFFY: Tell me what?

CLEM: He left. Town.

BUFFY: Oh.

DAWN: He just took off?

CLEM: (nods) That's why I'm staying here for him. Sweet pad like this goes empty for a few days, you'll lose it for sure. (sheepish) Plus - I don't have a TV. I'm surprised he didn't tell you. He kinda left in a hurry, I guess. You sure I can't get you something? I've got Bugles and Liverwurst and-

BUFFY: We're fine, thank you. Um, but you could do us a favor... Do you think maybe Dawn could hang out here with you here for a while? I have some stuff that I need to do and I really don't want her to be alone.

DAWN: I still don't see why I just-

BUFFY: Dawn. We've been through this. (to Clem) What do you think?

CLEM: No problem. I'd love the company! (to Dawn) Do you Parcheesi?

DAWN: (relents) Sure.

CLEM: Or we could rent videos! I've been dying to see The Wedding Planner.

DAWN: Either way. I'm good.

CLEM: Oh, then here! You can have the comfy chair.

BUFFY: I'll be back as soon as I can. I promise.

DAWN: Okay.

BUFFY: (to Clem) Thank you. (heads out, pauses) Did he say when he'd be back?

CLEM: Spike? No. Only that he could be gone a while.

written by: Marti Noxon; No transcript available, so I started with the Shooting Script and spent a couple-three hours editing it to match what was said and shown on the broadcast version. . Full transcript at: